Attention
by mesa-boogie
Summary: -Soundwave does not enjoy the spotlight on himself, but when the time comes, he must face the crowd head on. -When seeker heat cycles are too much for Starscream to handle, he only has Knockout to turn to


None of the Decepticons on the Nemesis ever really captured his advance intelligent attention. So he never cared to try and have any spotlight on himself. Spending his cycles quietly entering in data into the ship and decoding files for Lord Megatron.

He did find that he soaked up and loved the praise he would receive with an "Excellent job, Soundwave" from his lord and master. And so he would continue with his tasks at hand and not allow things to distract him otherwise. He is pretty adapt at blocking out distractions on his part, much like Starscream's constant whining and bickering.

Yet of recent, he feels as if the spotlight has been turned on him and he is determined to remain still. All watchful optics turn his way when he enters in any room.

Soundwave gracefully slipped into the med bay for his monthly systems check up from Knockout. The flashy red mech seeming more chipper than ever to see him come into the room. Soundwave can only interpret it to be his imagination, hopping gracefully up onto the examination table, his feelers snaking out from under his chest plate and hooking up into the near by computer for his update.

"Ah, Soundwave," Knockout turns towards him with a grin on his face plate and Soundwave turns in the direction he heard his name. "Seems you can do all this on your own, without me." He nods his helm up and down towards the doctor, indicating he most certainly can.

He can feel Knockout is watching him and he wills the download to go faster before retracting his feelers and getting down off the med bay examination table.

"**Operation: return to work**," he tells Knockout, slipping past to the door, but the other mech holds out his large hand and catches against his chest, holding him back.

"Not so fast, Soundwave. You think a software update is all you are do for?"

Again he nods his helm.

"When was the last time you had a full examination?"

He takes a step back and retreats inside himself, searching through his core processor. Eons, it seems. But he feels perfectly fine.

"Right. Just as I thought. You're not returning to work so soon, Soundwave. Get back up on that examination table and lay down. I need to open you up and see what makes you tick."

He doesn't like the sound of that one bit, but he doesn't protest against the other mech and returns to the table. Laying down on his back now. Feeling too exposed, he begins to fidget as Knockout removes Laserbeak from his torso. Before he knows it, the doctor has his chest open and examining his spark. Something he does not show to any other bot. He sits up and with spindly digits, tries to push Knockout away, closing himself back up.

"Hey hey, Soundwave, stop," Knockout frowns, grabbing his wrists and slapping on a pair of stasis cuffs, immobilizing him. "Cooperate with me here." He opens him back up and Soundwave remains silent. Knowing Knockout is taking note of his unusual spark.

He has always known he was different from others. While other's sparks glowed blue (a healthy spark), his was in turn red.

"Whoa, Soundwave." He hears Knockout intake in shock and amazement. He begins to fidget once more on the examination table. Feeling the spotlight and attention on him and not liking it one bit.

"**Operation: release me?**" he actually pleads with the doctor, feeling uncomfortable. Knockout ignores his request, fascinated with his spark.

"You...are one amazing bot," Knockout leans in for a closer look. In the center of his spark is a large black spot, the core and epicenter to his systems; it is not to be tampered with incase of overload. Knockout takes another minute, then closes Soundwave's chest back up with a click. "And this? What's behind here? Something more amazing than that spark of yours?" he grins and taps a claw like digit against his face plate.

He freezes up and debates internally if he should show Knockout his true face.

"Come on. I won't laugh or make fun of you. I'm a doctor, I face many horrible things every day."

Soundwave takes this to spark; it is true. He sits up and Knockout removes the stasis cuffs from around his wrists. He reaches up with long spindly digits to the sides of his face plate, slowly pulling it away. He squints his optics to adjust to the lighting of the room.

He sees the red mech take a step back and he feels he wants to put his mask back on. Knockout's hands stop him and he continues to stare. Soundwave looks back at him with hauntingly pale blue optics, and a long gash working it's way horizontally across his faceplate.

"**Requesting: feedback?**"

"Whoa," is all that comes out of Knockout's mouth and Soundwave turns his sight elsewhere. This is too much attention.

"**System: over loading...crashing**." He blacks out.

Knockout is right there to catch the information officer as he blacks out and slumps over. Quick to hook him up to the nearby computers to send him power. Waiting now for him to come back online. This must be all too much for him. Showing him his true face. The colour of his optics and that scar.

Knockout's processor is now racing to try and piece things together. Why are his optics like Autobot's? Where and how did he get that nasty scar?

He watches closely as Soundwave comes back on with a high pitch whirl and looks his direction. His long digits reaching for his mask and Knockout obliges, handing it back to him and watches him slip it back on.

"Hey, Soundwave, are you all back?" he waves his hand in front of his face. Soundwave slowly nods his helm up and down and Knockout detaches him from the computers. There is a long awkward silence between the two, in which neither made any movement till Soundwave slips off the table for the door once more. Stopping and turning to Knockout, one of his feelers snaking out from under his chest plating and plugging into the port in the base of Knockout's spine, as a payment. He is overcome with the feeling of warmth, almost as if being shocked with live wires. Soundwave retracts his feeler and leaves the room, leaving Knockout stunned.

Knockout tries to return to the tasks he was doing before Soundwave came in, but he can't seem to keep his focus on his projects. Slamming his fists down on the computer keyboard in frustration. He feels almost lost till he hears the doors open and her turns, hoping its Soundwave returning, but it's only Starscream.

"Here for a seeker check up, Screamer?" he asks, not even looking at the ariel bot.

"But of course, doctor," Starscream replies, snapping his digits together. "I passed Soundwave in the hall, he seemed to be in a bit of rush to get away from here. What did you do to him?"

"Do to him?" Knockout turns his helm and arches a brow.

"Yes, he seemed almost...flustered...if Soundwave can play flustered," the seeker scratches at his helm for a minute or two in thought. Speaking his thoughts aloud, as he normally does, a nasty habit. Knockout has learned to ignore.

"I only gave him his system an upgrade is all," Knockout replies and then tries to change the subject on Starscream himself. "You're here for some special energon, aren't you? Seeker heat time?"

"How do you know that?" Now who's the flustered one? Starscream widens his stance, wings set high on his back as he seems to be protecting himself.

"I'm a medic, Starscream. I've had extensive Cybertronian training in all scientific matters. Including seeker heat cycles."

"Frag you," Starscream hisses, his wings making quick decent downwards.

"Oh, please do," Knockout grins, jokingly. He loves getting under the seeker's plating and make him uncomfortable, he gets his kicks from it. Fetching Starscream his specially formulated energon and sending him along his way.

The rest of the long cycle is spent alone, trying to get work done before he needs his recharge. But he just can't seem to get Soundwave out of his core processor and continues to think about the officer all through his recharge.

He does not know where he is going till he is standing outside the med bay doors once more. He types in the code and enters. Finding Knockout in recharge, and he does not wish to disturb the good doctor while all is quiet for once.

He walks over to the main computer and plugs himself in, bringing up the video feed of himself showing his true face to Knockout. And the time after he left the med bay to continue his work for Megatron. Watching and listening to Starscream and Knockout's conversation, glad that the doctor did not bringing up about seeing his true face and optics to the SIC.

So absorbed in his work, he did not hear Knockout slip out of his recharge and walk up behind him till he feels hands on either side of his face plate. It unlocks and he finds himself blinking repeatedly and turning to face the speedy red sports model.

"There you are," Knockout smiles at him and Soundwave brings his long fingers up to try and cover his face. "No, don't do that." Knockout pulls his hands back and smiles at him. "Don't hide. You're...handsome."

"**Awkward**," Soundwave finishes for him and looks away to the ground. He feels Knockout pick him up and he begins to squirm, feelers snaking out to wrap instinctively around Knockout for support.

"You're so light! I would have never thought of that," Knockout walks him over and sets him down on the med bay table once more. "Spend a little while longer with me this time, okay? I'm sure Megatron doesn't need you right now. Take a break from all that grueling work you do for the boss bot."

Soundwave feels he can not process that through his thoughts, for in a klick, he feels Knockouts mouth against his own and he freezes.

"Open up, it's alright," he hears Knockout whisper to him, so he slowly opens his mouth and inviting the other mech to do what he has planned. Finding the sensation all together quite pleasurable. "That's it." His feelers loosen their grip around Knockout and hang limp from his sides, and the red mech positions himself between his legs as he sits on the examination table.

Knockout draws back from kissing him to run a digit over the gash on his true face. He slowly shuts his optics at the touch.

"You know I can fix this for you. Buff it out."

"**Permission: no**," he replies to Knockout. That gash is reminder to himself and he wants to keep it that way.

"Alright, alright. You're still handsome with it," Knockout beams a wide grin and Soundwave feels flustered again. His entire beginning feeling hot. Knockout seeming to be picking up on it too as he instinctively grinds himself against the front of Soundwave's interface port. His mouth gapes open, but there are no words or sounds to express these feelings in his core processor. Just then his hands reach out for Knockout's hips and bring him in closer more. "You're...feeling it too?" Knockout asks, almost panting and Soundwave can hear his internal fans kicking in, circling the air throughout his system so he won't over heat.

He lifts his optics up to meet Knockout's, slowly his fingers trail down to his interface plate.

"Show it to me."

He hesitates.

"Oh for Primus' sake, Soundwave, I'm a doctor. It's not like I haven't seen a spike before," Knockout whines, ordering him to continue as they are both worked up. So he pushes past his mental block, the cover sliding aside and his spike slowly emerges to its full length. Knockout quick to grab and wrap his long claw like digits around it.

He feels embarrassed. Now having shown Knockout his true face and now his spike. His feelers trying to protect him by pushing against Knockout's hand.

"Stop," the doctor frowns, shooing away his sensors. They retreat after taking note that Knockout is not letting up. Soundwave watches as Knockout traces a claw down the underside of his spike, the bright purple glow lines that match his Cybertroian form. Long and narrow, his spike is, nothing glorious like that of a gladiator like Megatron or a larger mech. But Knockout seems to be impressed, nonetheless.

His audio receptors pick up a sound and notices Knockout's interface panel slides back also, to reveal his large dark spike, bright glowing red lines racing along its sides. His feelers slowly snake around Knockout's spike, the sensors latching onto the tip and he watches the red mech throw his helm back with inward taking hiss. Soundwave nods his helm and draws back his feelers.

"**Operation: proceed**," he then grants Knockout access to his port, trusting the mech fully in his spark to not do him wrong. His long lithe digits dipping down to open his port and Knockout's red optics widen in pure amazement.

He was not expecting this from Soundwave so soon, almost feeling like he has forgotten how to frag. Meeting those pale blue optics and he swallows loudly. The officer granting him complete access to enter, Knockout is not going to turn that offer down. Pressing the tip of his spike firmly into Soundwave's port. Keeping his optics on Soundwave's face the entire time, watching through the series of emotion being displayed till he has been taken in to the hilt. Completely enveloped inside of Soundwave, and finding it tight as he begins to work his hips against the lithe Cybertronian.

"Frag," he curses under his breath as Soundwave's system is gripping him tightly, almost milking him for his transfluid. That after some time, he gives up to the mech. After a long time of grinding against Soundwave, gripping the other mech's spike and working them both into overload. Spilling all his transfluid deeply into Soundwave. The tie setting in before they know it and they slip into recharge together.

Waking some time later, he finds he is alone in the med bay. Sitting up and pushing a hand against his helm, groaning, fixing his spike back behind its interface plate and slipping off the berth table. Walking over to the computer to check on the surveillance of the room.

Seeing Soundwave break away after the tie was finished. Watching the mech takes back his face plate and clean himself up before he leaves the room. That was several Earth hours ago by the time stamp on the feed.

He feels aroused again, just watching Soundwave on the screen as the black and purple mech works his way around the room, coming back to rest a digit on Knockout before slipping out.

He feels his face for a minute before shutting off the computer and getting some work done before reporting in to Megatron.

He has a lot on his plate at the moment, working on the formula of the synthetic energon, fixing up the troops, and reporting his scientific discoveries to Shockwave. Just a normal cycle in the life of Knockout.

It isn't long before the doors open again and he hears Starscream's whining. Those heels of his dragging along the floor as he is too lazy to pick up his feet as he walks.

"I can't fragging take this anymore!" Starscream screams, tossing his medicated energon cubes at Knockout and he dodges. Quickly turning and standing his ground against the angered seeker. Starscream is fuming, wings up high in agitation as he wides his stance, ready for a fight. "Seeker heat cycle, my aft!"

"It's in your CNA...you can't change that, Starscream," he holds up his hands in defense against the enraged seeker. "You need to calm down."

"Calm down? Well, I can't take it anymore. I don't want any more of your formulated energon. It's bland, nasty and I don't think it does anything. I don't feel the symptoms subsiding. I still have the urges."

He frowns. Maybe he did do something wrong this time around to the formula, or Starscream just hasn't been taking the needed doses. Would explain his outbursts.

"Sit, Starscream," he points to the examination berth as he bends over to pick up the energon cubes Starscream had thrown at him. Placing them aside to for later examination. Turning to face his patient now. "So the seeker heat is hitting its high point?"

"Yes," Starscream grumbles his reply. "I find myself fragging my own berth. And I'm sick and tired of it, Knockout. Now make it all stop!" he hisses.

"You can't just make it all go away, Starscream," Knockout sighs, but looks the seeker over, watching him fiddle about. The ariel bot sending off all the signals for frag and he is amazed none of the other Decepticons on the ship have gotten to him first. "Look, I'll make you up a new formula and you better take it."

"No," hisses the seeker, red optics narrowed in irritation.

"Starscream..."

"No, Knockout, no!"

Knockout rolls his optics as he doesn't seem to be getting anywhere with the seeker. The pheromones seeping out of him and filling the room. He pulls himself away from Starscream before he can frag him right there on the examination table. The seeker's sharp long clawed digits reach out and hold onto him, tugging him back with force.

He is soon staring into Starscream's optics as he has tugged him back and pulled him into a kiss, opening his mouth wide.

"Frag me," Starscream moans against his mouth, long digits slowly leaving scratches down Knockout's paint job. That turning him on and he pulls the seeker off the table, tossing him against the wall and forcing his frame up against Starscream's wings and aft. "Yes, continue, Knockout," he forces his aft back against Knockout's interface plate.

He gives a low growl, internal fans kicking on as he holds the seekers narrow hips and then slips a hand between his legs for his port. Knowing how to open it, even without Starscream's permission. The seeker is dripping and ready for penetration and before Knockout knows what he is doing, he has released his spike and has buried it deeply into the ariel mech.

Starscream gives out a pleasure filled whimper and pushes back against Knockout. He holds onto his hips as he thrusts in and out of the seeker. The other mech almost tight as Soundwave was, clenching around his spike and Knockout hisses, pressing Starscream against the wall till he hear Starscream's chest plate scraping against the metal of the wall. He reaches his right hand around to grab and work the seeker's own spike till it weeps, dribbling transfluid down his arm.

Then it happens before he knows it, spilling his own transfluid into the seeker and is paid with a purr and the tie setting in between the two of them. They sink down to the floor together.

It's some time before the two of them can break apart from one another and Starscream gets back up on his heels and steadies himself for a klick or two.

"Take your energon. I want you to keep your pit full," he hands over a box of energon cubes to the seeker. Starscream takes it, a little tippy, but he makes it out of the med bay and Knockout just wants to hit his helm repeatedly against the wall. Soundwave still coming back into his main processor. And he has a sinking feeling in his pit about sparklings.

Soundwave had returned to his quarters after he did some work on the ship's mainframe. His room is small, just enough room for a berth that he almost never recharges on. He does not like returning to this spot, as he feels too confined.

The door slides shuts behind him and he locks it before laying down on his berth, rearranging the blankets and pillows that help protect his form against the hard flat surface of the berth table.

He lays on his back now, his spindly digits releasing Laserbeak, allowing his little drone to fly about the room and land on its high perch to recharge, its feelers hooking up into a nearby outlet.

He then smooths his digits down his front, over his stomach. Taking now to spark, what the Autobot medic said about him _'Soundwave is no ordinary Cybertronian, inside or out.'_ He then removes his masks to use his true optics once more to look around his small room in a different light.

Knockout's reaction was one he wasn't expecting from the younger mech. He was expecting him to pull away, maybe even shun him for the colours of his optics. Hauntingly close to their mortal enemies.

He needs to recharge, but he can't calm his processor down enough to relax. Sitting up now to rub at his optics and run a digit across the gash that runs horizontally across his face. Bringing up the video feed now of how he sustained the damage.

_Soundwave was Megatronus' advisor when he was in the gladiatorial arena. He never entered the ring, to save his spark. But there came one time in which he did enter the ring. Pushing past the other guards and jumping the wall, into the ring. Working his way over to his master, to help him away from killing his opponent outright. Megatronus had turned on him, otpics bloodshot in anger, accidentally lashing out at Soundwave with his arm sword._

_ Soundwave had staggered back, bleeding energon onto the steel flooring of the room, stained with the other energon of those Megatronus had defeated. He covered his face and stared at his master while backing his way towards the edge of the ring, where he was pulled out by the officials. His master following quickly and alert now to what he has done to Soundwave._

_ Megatronus wanted to have the gash in his face fixed, but Soundwave refused. That is when he had his mask made, to hide the reminder from his master, and to hide his optics from other bots. No one needs to know what he looks. Taking to wearing his mask, till it's as much a part of him as his drone, Laserbeak._

Soundwave ends the memory and finds he's still alone, hearing the whirling of Laserbeak recharging. He sighs and actually wishes he could share a berth with another.

He slips out of his quarters, quietly making his way down the halls of the Nemesis and stopping in front of the med bay, where Knockout is. Unlocking the door and entering. The lights are dimmed down, but he can see the red sports car recharging quietly in his alt-mode in the corner. Walking over quietly to him, he does the same. Letting the transformation take over and makes sure he's as close to the medic as he can be.

Right now, he craves his attention.

Knockout comes out of his recharge, transforming and stretching his arms above his head to stretch. Why did he recharge like that? It's so constricting.

He takes a step forward and trips, going down on his face with a loud thud. Looking back to see what caught his foot and sees a human ariel droid. Soundwave. Knockout quickly, using the gesture of brushing himself off (bad habit) and gets up, moves towards the other transformer; picking him up in this smaller state. Moving him to the med table.

"Good cycle, Soundwave," he says as he steps back and watches the officer transform into his Cybertronian form once more. A very erotic thing to watch and he feels his spark racing. His face plate is blank, just black. In another klick an image appears that has Knockout laughing. The tap dancing monkey. "Oh, you know what makes me laugh," he grins, turning to his work before he feels Soundwave moving behind him. Those feelers of his sneaking around his chassis and slipping under any loose areas of his chest plate, as if searching out his spark. So he turns to face the officer once more. "Soundwave, look...," he sighs, "you can't keep coming back here. Others are going to take note and I know you don't like attention on yourself."

"**Request: understood**," Soundwave retracts his feelers, they disappearing quickly into his chest plate and he remains standing there in front of Knockout, silent and deadly. Knockout knows that Soundwave does not wish to leave the med bay, almost if he is afraid to.

He knows the officer's feelings would be hurt, maybe, if ever came to learn about his doctor-patient relationship with Starscream.

"Soundwave," comes Megatron's growling voice from the audio receivers of Soundwave. Knockout winces slightly, as it sounds that their lord and master is not happy about something.

"**Operation: must go to Megatron**," Soundwave informs Knockout and slips past him towards the door.

He stands there for a few klicks before quickly following after the odd mech, following him to the main bridge, where Megatron is waiting for him.

"Soundwave...Knockout...," his optics pass over the both of them and Soundwave turns to look at him quickly before looking back to their liege. "Why is the ship malfunctioning? I thought you were working on the ship just yesterday, Soundwave," he growls, pointing out the front windows to show the Nemesis is slowly raising out of Earth's atmosphere and out into space. Soundwave brings up an image on his face plate, showing their home planet Cybertron.

Knockout looks around the mech to get a look at the image also as Megatron leans in, frowning.

"Soundwave, what is your explanation for this?" Megatron growls once more, still not happy about them leaving Earth and heading for Cycbertron. Soundwave switches the image to the gladiatorial arena and points at the windows at Cycbertron in front of them. "You are not making any sense, Soundwave. Knockout..."

He snaps to attention now their their lord and master is calling in on him. "Uh...yes...lord Megatron?"

"I thought you gave Soundwave his latest update? What has gotten into his circuits?"

"I...I have, my lord." He is confused also on Soundwave's recent form of focus. "I will give him another look over, Megatron." He gives a slight bow before pulling Soundwave back with him as they leave the bridge. Once back in the hallways and away from the main deck, he stops the spy information officer, pushing a hand against his chest. Soundwave tilts his head 20 degrees to the left and stares blankly at Knockout.

"What is wrong with you?" he frowns, leaning in close to try and examine him right there in the hall. "Cybertron? Really?"

Soundwave lifts his spindly fingers, pushing Knockout back slightly and slipping into the med bay, so he follows him in, still waiting for an answer to his question.

Soundwave turns around to face him once the doors close. The image of Cybertron back on his face plate, then he slowly removes his mask from his face.

"**Destination: Cybertronian gladiatorial arena of Kaon.**"

"Why go there?" he questions Soundwave a little further, looking into his optics. Watching Soundwave bring a finger up to the gash running across his face. "That...that's where that happened?" Soundwave nods his helm up an down slightly as his answer. "Ah, 'Wave...look...," he sighs. "It's alright. We don't need to return to where that...happened."

"**Requesting: release.**"

"You're thinking by going there, you'll feel better about what happened to your face? Well, I guess I can see logic in that."

"**Requesting: Knockout comes with Soundwave.**"

He stares now at the other mech, dumbstruck. Soundwave wants to take him to the old gladiatorial arena of Kaon to show him just where he got that hideous gash across his face. Knockout feeling that the officer is attaching himself too close for comfort. But he does not wish to hurt his feelings.

He approaches Soundwave and the mech offers out one feeler to him and he takes it in his hands.

"Just show me," he moves the sensor around to the back of his helm, letting it attach to his port. Soundwave gives a mechanical whine, but proceeds with what is asked of him. Knockout soon learning of Soundwave's past, of being by Megatron's side from the very beginning.

He detaches the sensor and stares with wide optics at Soundwave standing before him.

"**Requesting: feedback?**" he asks.

Knockout does not know how to respond to that, holding onto Soundwave's feeler for a few klicks longer before allowing the bot to have it back.

"I...I...I never really brushed upon Decepticon history," he admits, feeling a tad stupid. "Maybe because my main focus back on Cybertron was studying to become a medic. And here I am, a medic and a Decepticon," he sighs.

"**Location: Nemesis, with Soundwave.**"

He lifts his optics as he feels Soundwave takes his hand up and rest them on either side of his face as he closes his optics. This is getting tough.

Soundwave feels at ease here with Knockout, even after just being yelled at by Megatron himself. Here, he can be his true self and show his true optics, without any rejection. Keeping Knockout's big hands on either side of his helm for a moment longer before letting them go. Pulling them down his frame to rest on his hips.

Now being Knockout's turn to tilt his head to one side in confustion before leaning in close to Soundwave's face.

"**Operation: interface**," he whispers lowly to the doctor. He can pick up on the medic's racing spark as he lays a digit in front of Knockout's interface plate. It sliding back with Knockout's permission and Soundwave retrieve's the red mech's spike, holding it until he has a feeler out and wrapped tightly around, the tip connecting with Knockout. Pumping him full of sound waves. And he takes note of how he reacts, loosing his footing and stumbling forward. His arms hefting Soundwave up and laying him down on the med table before crawling over him. Watching as he nibbles on his bottom lip.

"How...the...slag does that work?" he moans lowly.

"**Operation: sound waves,**" he smiles up at Knockout crouched over top of his Cybertronian frame.

"Yeh...should have...gotten that," Knockout continues to moan and arch his body over Soundwave's. He is receiving Knockout's pleasure, not just by watching the speedy red mech, but also the signals that are being sent back to his system through the connection. He shudders as he is filled with a feeling he never thought he would experience. Sliding open his interface plate to release his spike, Knockout's medic hands grasping it tightly and working him. Both of them just caught up in each other's pleasure.

It isn't long till he feels that Knockout is close to overloading. Pulling back his feeler and releasing the cover over his interface port, exposing it to the other mech. Ushering him inside wordlessly.

Knockout easily getting and understanding the message as he thrusts his spike deeply into Soundwave's port, and he lets out a gasp as he circuits overload and they both overload together. Sensors ringing after their time together and it takes Soundwave a klick or two to work himself to sitting up, his feelers quickly plugging into the nearby computer to recharge. He watches Knockout pull back, heated, aroused, fan whirling on high to cool off his system.

"That frag was...unbelievable," the doctor steadies himself, one hand on the med table as he balances once more on his feet and looks over at Soundwave almost beaming with a job well done.

"**Requesting: did Knockout enjoy?**"

"Fully," he gives Soundwave a smile and he nods his helm in return, retracting his feelers and also sliding off the med bay table. Wobbly at first before he gets his footing. He feels as if he is flying, flying high.

"**Thank you, doctor,**" he speaks out of his normal octave tone and slips out of the med bay before Knockout can protest or even react.

Outside the door he runs into Starscream. The seeker narrowing his optics and staring at him with such scrutiny that leaves Soundwave a little confused inside. It then donning on his processor that he forgot his mask. Though he dares not to re-enter on Knockout.

"Frag, Soundwave, is that you?" Starscream grins, finding this the perfect material to hark on him with. Soundwave stands his ground, or at least tries. Feeling powerless without his mask and staring at the ariel bot with his poor optics. "You're scuffed with red paint marks," he arches a brow and Soundwave quickly covers his face with his hands, taking note too of the gifts he has received from Knockout.

Quickly brushing past Starscream and down the halls. Hiding himself in the Nemesis mainframe. No one will be looking for him there, no one ever goes there but him. The light of attention has now been turned on him and he's running away.

"Doctor." Knockout turns, hearing the sarcastic tone in Starscream's voice. Seeing the seeker waltzing in on to med bay on fine long legs, hip twisting. A slight bend at the knee joint.

"What do you need this time, Starscream? I'm a little busy."

"Busy with Soundwave?" there comes a chuckle and Knockout is fuming on the inside. Cooling himself down before he faces the seeker. "He is covered in red scuff marks. I can't believe you let him leave like that, and without buff job. Isn't that your specialty, Knockout?"

"I merely had some hard work I had to do inside his system. It's tricky when you get into the wires of a mech," he forms his lie, but Starscream is not falling for it, a grin on his face. "Really, what do you need? Did that new formula work for you? Come for more cubes?"

"No," the seeker frowns deeply now, walking over and hopping up on the med bay table. "I hurt, doctor. Here," he runs his long clawed fingers against his lower back. "A deep setted ache, really."

"Sure it's just a glitch. But I'm going to need to remove some of your shelling so I can get a good look at your joints and bends." He reverts instantly back on his medic knowledge, actually acting like one in all scrutiny. He has the seeker lay down on his front side and he slowly peels pieces off of his body in precise order, including the wings for a full examination.

He presses his fingers down now against Starscream's exposed Cybertronian skeleton, trying to feel out any reason why the seeker would be complaining about it aching.

A stifled moan fills the room and he tenses up, feeling that the seeker is getting his kicks out of this examination.

He draws his hands back and all is quiet. "I think you just twisted a rotator cuff, Starscream. And I can see how that happens, with the way you walk and all."

"You trying walking with heels," Starscream pushes himself back to sitting and sneers in Knockout's direction. True, he wouldn't know the feeling of trying to walk on his tippy toes.

"I'll prescribe you some special lubricant that I want you to rub into the area every few cycles till the ache dissipates," he walks over with a small tub of the lube and handing it to the seeker.

"Could you...put it for me now, doctor?" Starscream asks slyly, revealing his lower back once more to Knockout. He has yet to put the seekers shelling back on, the exposed Cycbertronian skeleton is a bit of a turn on. He hesitates before he takes the tub back, opening the lid and scooping out some of the gel, looking most like just melted down energon. Slowly working it into Starscream's lower back and he swears the seeker is purring.

"You're getting your kicks off this, aren't you?"

"Oh Knockout, you're so easy to play," Starscream answers cooly, and Knockout finishes up with working the gel deep into the plating of Starscream's Cybertronian form. Taking a step back now as the seeker sits up and stretches his arms high above his helm for Knockout to reattach his shelling and wings. Once everything is back in working order, Starscream snaps to his true intention, clearly his seeker heat cycle is not over as he knocks Knockout to the ground.

Standing above him with a leg on either side, peering down at him. Knockout knowing he feels superior like this, towering above him.

"My, what a predicament you are in right now, poor doctor," he breaths cooly and slowly sits himself down on Knockout's chassis. "Whatever are you going to do with me now? I could scratch for paint so easily."

He feels Starscream's left hand reach back and press firmly to his interface plating. Clearly the seeker is in the mood for some more, to quell down the heat that is raging through his system. As a doctor, medic, Knockout is under contract to help to all means necessary. He grimaces as his own system betrays his thoughts, aroused by Starscream antics.

His interface plate slides back and Starscream's long claws quickly pull him out, working him up and down now before leading him to the seeker's open weeping port.

"Here. Help me, doctor," Starscream whines lowly, lowering himself onto Knockout's spike, his hands quickly gripping to the seekers tiny hips as he begins to thrust upwards. Starscream enjoying this to his wits end, long fingers clawing and scratching at Knockout's red paint of his chest out of pure pleasure.

The seeker is remarkably tight inside, quickly clenching tightly around his spike and he spills. Starscream making sure to have it stay all inside as he keeps Knockout from breaking away from the tie. Helplessly laying on the floor for a good amount of time before Starscream stands up, shutting his port with a grin. "That will do, doctor." Snatching the tub of gel off the med table. Stepping over him on the way to the door.

Used. That's how he feels. Sitting up to clean himself off before opening his tool box for his buffer. Spending quite some time getting rid of all of Starscream's scratches he made in his paint job.

He wonders now of Soundwave, reaching out to pick up his face mask that he accidentally left behind. When he slipped out, he must have run into Starscream, and without it, felt so exposed. He wonders if he can find the communications officer and return it.

First he tries Soundwave's commlink, but it is turned off. There is no other way of making contact with him, that only leaving to wondering the ship till he finds the bot.

Holding on tightly to the mask, he slips out into the halls, passing a few eradicons doing their job of making sure the ship stays clean. He almost feels like asking them if they have seen Soundwave, but he gets the message they don't want anything to do with him. So he continues along down the hall.

It isn't long till he believes he hears Soundwave's voice. Though it is different, a different octave and a different form of speaking. It's almost as if he is singing. Knockout turns his helm in the direction of the sound, turning up his audio receptors to pick it up clearly.

The sound is coming from the mainframe of the ship, where all the wiring and coding is. Knockout works on punching in the code and the door opens with a loud hiss. Spying the back of Soundwave as he sits on the floor. His feelers are quick at work with the wires and his long fingers are working a computer keypad.

"Soundwave?" he asks lowly and the singing stops, his feelers stop working and he slowly turns his helm around to look at him with those bright optics and Knockout lets out a sigh of relief, shutting the door behind himself. "Hey, you forgot this," he holds out the mask and one of the many feelers takes it.

"**Thank you: Knockout,**" his speech returning to how it has always been. Or at least, how Knockout has always heard it.

Soundwave feels trapped again, but this time it is different, this time it is with Knockout. The medic having brought him back his mask, so he didn't have to head back out and down the halls to retrieve it. He puts it back on and feels more at ease, work becoming easier. Coursing the ship back into Earth's atmosphere as Megatron wants it.

He works a little while longer, Knockout remaining quiet behind him, probably absorbed in watching how Soundwave works with the ship.

"**Destination: Earth. Autobots.**"

"Huh?" Knockout asks, as if snapping out a stasis nap.

"**Destination: Earth,**" he repeats himself. Finished now and turning around to face the red sports car. His feelers leave their work to snake over Knockout's chassis, opening him up. The medic not protesting as Soundwave exposes his spark. Admiring the static blue of a normal healty Cybertronian spark, so unlike his own. He curiously taps a digit against it and watches the expression on Knockout's face change. A look mixed between hurt and pleasure, so he draws back.

"No, hey, it's okay," Knockouts hands catch his wrists and Soundwave stares in shock. "It was...pleasureful. It didn't hurt."

Soundwave then commands his chest to open, willingly baring his spark to the medic. Now on different terms from that examination a few cycles ago. He watches Knockout's optics as they study his unusual spark.

"Why...why is your spark red?"

"_**'Soundwave is no ordinary Cybertronian, inside or out,'**_" he plays back the Autobot's medic speaking about him when he was their hostage.

"Slag that medic," Knockout frowns, but Soundwave picks up on that the medic knows it to be true, that Soundwave is different from all the others. Maybe even special.

He watches now as Knockout reaches his fingers into his spark chamber, also greeted by the feeling of pleasure. It rippling through his entire system.

"**Soundwave: different,**" he speaks now to Knockout.

"Doesn't matter to me," the medic gives him a grin. "I like you just the way you are, Cybertronian or not."

For once in his long Cybertronian life, Soundwave feels at ease. Inching his spark closer to Knockout's till the two sparks leap at each other and begin to pull off each other's energy. This overloading Soundwave's system as he is receiving files of data from Knockout. The spark bonding commencing and ending a few klicks later when Soundwave has to pull back before he blacks out.

Knockout is almost overloaded also, after hearing his internal fans kick in and his optics are wide. As if he has just seen Primus himself.

"**Requesting: Knockout?**" Soundwave asks, hoping he did not damage the other mech in the meeting of their sparks. Reaching a hand out slowly to rest on Knockout's helm. That's when the other bot gives a full body shake, chest closing up and resealing his spark.

"WHOA! That was like being shocked by a live wire! Soundwave..."

He nods his head and continues to stare, knowing the mech has more to say.

"That...was a spark bond. You...you bonded with me. Why?"

"**Soundwave: wants to be with Knockout.**"

Knockout stared at him a moment longer before getting up on his feet and pushing the heels of his palms against his closed optics.

"Soundwave," he groans, "you...spark bonding is a special thing, shared between two destined bots. Not something you can just play with and hope that it works." He is silent, listening to the medic go over the specifications, the side effects. That moment of feeling special is gone and smashed. Retreating back in on himself and shutting out Knockout. Able to block the link for a certain amount of time. Knockout sinks back against the wall as he too feels it in his spark. "Soundwave," he groans.

"**Knockout: special to Soundwave. Soundwave and Knockout, sparkling,**" he reaches for Knockout's hands, to lay them over his chest, over his spark, but the medic pulls back quickly.

"No, no, no. Soundwave. You have it all wrong. You don't want this. You don't want me."

"**Untrue,**" he speaks in a dulled down tone, letting him know he is frowning behind his mask. "**Knockout: as lonely as Soundwave.**"

Oh Primus, if he only knew. How Starscream has been scheming behind the scenes while on his seeker heat streak. And here, he has spark bonded with Megatron's most loyal Decepticon. Not second in command, yet a higher title even. If their lord were to ever learn about their relationship between one another, he would surly have him terminated over Soundwave. You can always get yourself a new medic, but never a new communication officer as good at his job as Soundwave.

They sit there, among the wires of the heart of the Nemesis' mainframe, quietly staring at each other. Soundwave raises his long arms again, fingers outstretched and approaching Knockout's chassis.

"Wait," he frowns and Soundwave stops. "You said just a few klicks ago...sparkling." He nods his helm. "How...is that possible? If you're not like other Cybertronians..."

Soundwave's feelers snake out once more, plugging into the port of at the base of Knockout's spine, feeding information into his processor. In an instant Soundwave over-rides his system. In a matter of few short clicks it is over, detaching and leaving Knockout's system frazzled.

"Sparkling," he mumbles, optics wide. "Spark...Oh Primus, that is not how other sparklings are birth." He holds his hands to his helm, optics wide, processor whirling as there's so much data within his head now. Understanding now what Soundwave will be going through. "It could kill you!" he looks up now at the other mech.

"**Necessary,**" is the only word Soundwave speaks to him as he draws back his long arms and slowly stands up to tower over Knockout. He watches as he makes a few last minute tweeks to the system before opening the door and slipping out.

Knockout waits a little longer before leaving. A sure way no bot will become suspicious. He returns to the med bay, his quarters, to recharge and let this all sink in. So much to grasp and understand.'

Months pass, in human terms, and he does not see Soundwave. At least the information officer does not come to med bay. He catches glimpses him at the bridge, standing beside Megatron and waiting for orders. Relaying information into the Nemesis and spying on the Autobots. Things almost seem normal once more. Normal, except for Starscream. The seeker is constantly on the prowl of the halls, hips rotating with such fluidity in his joints.

"Here for a check up?" Knockout arches a brow as Starscream leans against the door to the med bay. Already slightly showing he is with sparkling. "Shall we?" he unlocks the door and the seeker follows him inside.

"How much longer, Knockout?" Starscream frowns at him, hands on his hips. "Being a carrier is quite the grueling task. On top of, Megatron is not allowing me out with my armada to lay siege upon the Autobots."

"A wise choice on our lord's part," he brings forth the necessary tools for checking up on progression of the sparkling.

"Not wise! I want to fly once more! I want to hurt and crush some Autobot slag!" he makes gestures with his hands, forming fists as he grits his teeth.

"You are to stay on the ship until the sparkling is ready enough to come out, Starscream," he sighs, listening a little while as Starscream continues to rant. His programs of his equipment showing that the sparkling the seeker is carrying is quite healthy and growing quickly. At a normal speed for seekers, which is faster than say his grounder heritage.

If Starscream keeps to what he is told, staying on the ship and not going off on a joy flight to lay siege to the Autobots, the sparkling should be delivered safely and alive.

When the seeker leaves the med bay and he is alone, he thinks of Soundwave. But his thoughts are put on hold as the ship begins to tilt to one side and he runs into the door with a loud thud.

"W...what the slag is going on?" he opens the door and looks up and down the halls of the ship, watching eradicons and vehicons running by, but no one answer him. The ship shakes and rocks to the other side and he crashes down the hall. Finding it most stable, he transforms into his alt-mode, making his way to the main bridge as the sirens begin to ring loudly.

"Lord Megatron!" he calls out, pulling on the e-brake and skidding and transforming before his leader. Soundwave is right at the Decepticon leader's side. "Wh...what is going on?"

"The ship is under attack, Knockout. It's it obvious?" Megatron hisses at him for asking such a stupid question. "You need to stand aside as the troops return to fix. The Autobots are giving heavy fire this time." He turns his attention back outside the ship. Knockout turns to catch his balance, his optics looking Soundwave over at he is working on the the computer system, righting the ship once more as they approach down on the Autobots. The officer not even looking back at him, almost Knockout is not even on the same bridge with him.

"Soundwave," he whispers, hoping to catch the other mech's attention.

"Knockout! Get back to the med bay this instant!" Megatron yells at him and he peels out on his wheels, returning to the med bay to get ready to take any of the troops that make it back on the ship. All the while, thinking about Soundwave not even acknowledging him.

He tried his best to ignore Knockout whispering his name and trying to reach out for him. Glad that Megatron had ordered him back to the med bay for when the wounded troops return. He needs to keep his focus on the job at hand. Stabilizing the ship and then laying siege on the Autobots.

The Autobots had been laying shots to their ship for some time, turning now to Megatron for permission to leave the vessel. His lord giving him the permission and he sets Laserbeak free first from his torso. Following his drone to the flight deck before letting the transformation take over. Taking to the sky with such ease. Flight a stress reliever.

He glides effortlessly over the Autobots down below, clearly tracking where each one is positioned, counting. All are accounted for except the Autobot medic, Ratchet.

He begins to fire down upon the two young grounders, Smokescreen and the scout Bumblebee. Laserbeak following his que and firing also. Making the two-wheeler back off as he flies overhead, banking, ready to make another round over when Arcee lands a shot to his left wing and underside. Loosing control and spiraling down towards the Earth.

Spying Laserbeak staying his distance and he wills the little drone to return to the ship, to inform Knockout and Megatron of his demise.

His decent is quiet and the pain emanate. There is nothing but hard ground to break his fall. Crashing with a cloud of dust and debris. He feels his limb is broken, the links severed to it. Damage also done against his left side and underbelly. Inhibiting him from trying to move along the ground and try to get away. He can't even transform, the connection with that even severed.

Watching closely, laying on his side, as the blue two-wheeler, Arcee, approaches his body with her gun pointed down at him. Ready to fire upon him if he tries anything sneaky, like opening a ground bridge underneath her feet. He wouldn't do it, he needs to be taken in by them. His feelers snake out in attempt to protect him, but they don't make it far before going limp.

"Optimus." He hears her lower her gun and speak into her commlink, calling her leader. "I have Soundwave here. He's down for the count."

"Then we should return to base now with him." He hears Prime's reply and she nods her helm.

"Ratchet, I need you to open a ground bridge at my coordinates, bringing in a wounded Decepticon prisoner." There is the familiar sound of a ground bridge being opened, the green glow, and he feels her tugging him through and into the Autobot base.

The other Autobots are already there and waiting for them. The scout approaches on the medic's command to heft him up on examination table. Stasis cuffs quickly snapped on around his wrists to keep him from escaping.

He has lost too much energon to even think of escaping the Autobots. Laying still as the medic gets to work patching his side and working on his left arm.

Defeated.

Thinking now of Knockout. Wishing his bond mate were here instead, working on patching him up. His feelers sneak out, up to his helm and slowly removes his face plate so he may feel a little relief. They all step back, even Ratchet. Optics wide as they take in Soundwave's true face. He sees this as a little truce between him and them.

"**Soundwave superior, Autobots inf...,**" his language drive can't even keep up, must have been damaged in the fall.

"Soundwave...," Prime speaks, approaching with his right arm out, hand coming towards him and he quickly shuts his optics. Trying to just block them all out.

"He's crashing, Optimus," Ratchet steps forward again after reading his monitor and scanning Soundwave's body. He lifts his feelers again, the little sensor sneaking out and searching for any source of electricity. Ratchet taking the hint and moving the table quickly up to their computer station. Soundwave plugging himself in with ease and letting out a low whine.

Stable for now as he stays plugged in. Hoping Laserbeak has made it back to the Nemesis alright, to inform Knockout of his connection. Not only is he being held by the Autobot, but also his sparkling.

The halls outside the med bay are teeming with wounded troops, having survived enough to drag themselves back for him to fix them. Having his hands full with patch jobs and obstructions when Megatron comes bursting through the door.

Knockout drops his buffing tool and stares at his leader, holding Starscream up by the back of his neck, like a human would do with a kitten.

"Wh..what are you doing, my liege?" he steps forward quickly. Starscream is bleeding spent energon on his floor from some wounds in his side. His once lustrous finish, now tarnished and broken.

"The fool went against my orders and left the ship!" Megatron growls, not in a good mood. For one, he doesn't seem to be doing well against the Autobot attack with his troop numbers dwindling, and two Starscream is a mess. "Fix him!" He tosses the seeker onto the examination table. Starscream instantly curling up into a ball to hide, wings down against his backside.

"Dear Primus," Knockout whispers under his voice, watching Megatron leave and he shooes out the eradicon he was working on. Needing to keep his focus on Starscream at the moment.

"What the slag, Starscream? Didn't I...didn't Megatron...tell you NOT to go out against the Autobots? Get yourself shot out of the sky. Kill yourself!"

"Was worth it," Starscream huffs, uncurling himself, stretching out one leg, but drawing it back quickly with a hiss.

"Not worth it," he glares at the seeker. "Now I have to patch you up. Oh frag," he curses, now taking note of where else energon is leaking out of Starscream. "Your sparklings..." He forces the seeker onto his back, quickly setting up an energon drip and preparing a injection.

"Knockout?"

"I'm going to need to induce stasis. Oh Primus. For you sake and the safety of the sparklings."

"Knock..."

The injection works itself quickly through the seeker's system, pulling him under into stasis for Knockout to work on extracting the sparklings. Having Starscream hooked up to a nearby monitor, so he will be able to watch his spark, in case he may flat line.

"...out," he finishes for Starscream as he gets to work. He pauses as his left arm suddenly feels like dead weight and ripple of pain shoots through his body. He shakes it off, he needs to continue with the operation. Right hand quickly transforming into a saw as he cuts through the Cybertronian metal that makes up a transformer, Autobot or Decepticon.

Once he has worked his way through the outer shell, he makes a carful incision into the seeker's gestation chamber, where the sparklings are conceived. But it is before their time, show has to prepare some test tubes that act as a gestation chamber for the small protoforms to grow further into being.

And that is all the sparklings are, protoforms. Carful to extract them and move them into their tubes, set inside a giant incubator to keep them warm. There are a total of three sparklings, two with spark signals, one dead. Successfully transferring the two that are alive, into their necessary tubes before he works on welding Starscream back up. The operation a success, for now. Starscream shall remain in stasis for some time till his system tells him it's time to wake up.

He washes lubricant and energon off of himself before he a takes a sit to rest his optics and his processor. But rest does not come. He hears a high pitch whirling sound above him, looking up to see it is Laserbeak. The small drone flying circles around the room before coming down to land on the monitors.

Knockout forces himself back up on his feet and over to join Soundwave's little drone. Watching as a feeler, simular to Knockout's snakes out and plugs into the monitor.

Instantly the feed is transferred. Showing Soundwave, in his drone form, having been shot down by the Autobot two-wheeler, crashing into the ground. Wounds to his left arm and underside. What he was feeling earlier is what came through the spark bound with Soundwave. Then the Autobot calling for a ground bridge and tugging Soundwave through it. The officer didn't even put up a fight.

"They have Soundwave," he speaks lowly, having Laserbeak replay the footage once more. The little drone squeaks loudly and Knockout backs up in surprise. Instantly coordinates begin to appear on the monitor. "You were able to hack into their ground bridge? You know where they took Soundwave?" The little drone gives another loud squeak. "Alright!" He stops when he thinks about it deeper. Soundwave was always in control of ground bridging, and without him, there's no such technology on the ship. "Tell me that's not far from where we are." Another loud squeak. "Take me to him."

He picks up the drone, disconnecting him from the monitor, making sure Starscream is still in stasis, he slips out into the hall. Looking both ways before transforming. The ship is down for repairs and he is able to slip off the grounding deck and out into the Nevada desert. Keeping a lock on Laserbeak as the drone flies high above him and guides him onto the closest freeway that will take them into the city where Soundwave is being held by the Autobots.

Before long, he drives up on a human military base, filled with large airplane hangars. Pulling up to the one with the letter 'F', where Laserbeak leads him. Transforming and frowning at the human door. He's not going to fit through there. Only choice being to pull the main door up. And that's what he does. Stepping through his hands up as all the Autobots have their guns trained on him.

"Don't...shoot..." he tells them, really thinking he doesn't want his latest paint job to be scuffed up with bullet holes. "I'm here for Soundwave. He...he needs my help." He looks back at Laserbeak swooping in and circling above. "He is not transmitting back to Megatron, he won't, not with Soundwave down."

His optics travel over to the communications officer laying on the examination table, his cables hooked up to the computer, possibly in order to keep himself from slipping into stasis.

"You have to let me help him," he approaches them, but they all still have their weapons trained on his spark.

"Why should we, Knockout?" Acree speaks up now, frowning.

"Because he is with sparkling!"

"That's not possible," Ratchet speaks up.

"It's not where you think it is," Knockout takes another cautious step forward. "He's my spark mate, let me help him. Please." He pleads, very un-Decepticon of him.

"Let him proceed, Ratchet. Everyone, weapons down," Prime orders his Autobots and they lower their weapons, but are still glaring at him as he approaches the examination table to Soundwave. Taking note that he has removed his mask, it laying beside him and Knockout picks it up.

"You don't want this on?" he asks.

"**Request: denied,**" Soundwave speaks to him. "**Spark fading...**"

"Not under my watch," he frowns, feeling Laserbeak still hovering above him. He feels the little drone plug into his port at the base of his spine, feeding in information. He nods his helm and gets to work.

Soundwave lays on the examination table in front of him, while surrounded by their mortal enemies the Autobots. He can feel Prime's optics burning holes through his back as he just stands over Soundwave for a few klicks longer. Almost too afraid to bring himself to operate on his bond mate. He checks Soundwave's cables feeding into the nearby computer before turning to Laserbeak, who has landed onto his shoulder.

"Whatever you see, I want you to keep quiet," he orders, turning to glare at the Autobots. Calling Ratchet over only has an extra set of hands.

He slowly and skillfully removes Soundwave's chest plating piece by piece, revealing that odd pulsing red spark of his. It slowly fading, pulsing dully. But it is not due to the damage done to his body sustained by the attack of Acree, it is due to the sparkling having taken up residence in his spark chamber. This is what makes him different from other Cybertronian with sparkling.

Two sparks pulsing in one chamber. This is the sparkling, this is what could kill Soundwave. The sparkling could grow larger, snuffing out the carrier's spark. The sparkling is covered in thin protoform Cybertronian shelling.

This is the tricky part. Detaching the sparkling from Soundwave's spark, without causing the mech's spark to go out or any life long damage. If Soundwave goes out, would leave him depressed for the rest of his Cybertronian life.

"I...I have never seen such a thing. This is remarkable. This is extraordinary," Ratchet's optics are wide as he watches over the operation. The Autobot is absorbed in excitement of what is going on.

"You told him once, that he is not like other Cybertronians, inside or out," he lifts his gaze up to look at the medic standing on the other side of the table from him. "This, this is Soundwave. He's different. He's special."

He slowly enters his long clawed fingers into the spark chamber, starting the risky procedure, and slowly, cautiously, removes the small little protoform. Extracting the sparkling from within Soundwave. Once out of the spark chamber, he hands the sparkling over to Ratchet as he works on covering Soundwave's spark once more. Checking on Ratchet's patch job to Soundwave's side and fixing his left arm. Working on the hinge joint so the mech can move his long arm once again.

Only after that, does he get to take back his little sparkling. There is nothing recognizable, just what all protoforms look like when they are born. Not until the sparkling is big enough to scan their first alt-mode, is the traits of the carrier and sire recognizable. Yet Knockout looks down on his sparkling in his hands and takes note of its pale violet optics. Taking that from Soundwave for sure.

"**Requesting: sparkling?**"

Knockout shakes himself back to reality, hearing Soundwave speak to him.

"**Sparkling: safe?**"

"Ye...yes! Sparkling is safe," he approaches Soundwave with the tiny sparkling in hand. "But...sparkling needs medical assistance, 'Wave. It was sparked prematurely. It needs more time to mature." He turns to the Autobot medic now. "Do you have any tubes for sparklings here?"

"I'll see what I can come up with," Ratchet answers, still in a bit of shock from watching the medical procedure miracle. Slowly, all the others disappear from the room, leaving Knockout alone with Soundwave. Laserbeak swooping in and reattaching itself into Soundwave's torso.

"Know Megatron is not going to be happy with you missing, held by the Autobots again. And me cutting out on med bay duty. And to top that with Starscream and the two sparklings..." He regrets the last few words as Soundwave stares at him, not blinking. "Eh..." he scratches at the back of his helm now. The Autobots returning just in time with a tube large enough for the sparkling. Together, he and Ratchet working on the concoction for the sparkling to suspend it. It will need to return with them to the lab, to the incubator with the other two sparklings.

The work Knockout and Ratchet has done to him is slowly mending, able to use his left arm again once more. Soundwave as the feeling that Autobot are not going to let him and Knockout leave peacefully, and for once, he does not blame them.

He has been given the right to roam their new base, just to stretch his legs, which he enjoys. Except for the small Earth creatures that get in his way.

"Hey, you! I heard for have a face!" The Earth creature calls out. He reaches for the tiny female with one of his feelers, catching her and bringing her up to look at her straight on. She's spindly and squirmy, and has longs of hair on her head, in 'pig tails'. "I also heard you had a baby. Can transformers have babies? Aren't you a guy? You are male, right? Or do transformers not really have gender differences? What does your face look like? Can I see the baby? Can I, can I?" Her questions soon crowd his processor and he has to put her back down on the ground. "Come on," she whines, quickly darting between his feet as he turns around.

"**Human: too many questions,**" he huffs.

"You speak. You do have a face! Come on, show me!"

He picks her back up again, taking her over a landing that is at face height for him. Setting her down. Then slowly removes his mask. She takes a step back with a loud gasp. He should have known. About to put his mask back when she begins to speak again.

"Oh wow! How'd you get that scar? Why do you have Autobot eyes and not Decepticon? Oh you are beautiful! Has Doc Knock seen your face?"

He is flustered, she taking the odd situation and turning it positive with her compliments.

"**Knockout: seen Soundwave's face.**"

"Oooooo...and did he like it?" she smiles and squirms now, he doesn't understand this.

"**Knockout: Soundwave's spark mate.**"

"Is that like soul mate? Aw, cute, you two are a couple. Can we see the baby?"

"**Operation: sparkling. Do not know where sparkling is,**" he admits to her.

"I'm sure Ratchet does. Put me back down and I'll get him." He picks her up with one of his feelers, setting her back down on the ground and watches her run off in search of the Autobot medic.

He has been debating the last few Earth hours, if he truly wants to return to the Nemesis. When Knockout had accidentally mentioned Starscream had seekerets; Soundwave was suspicious of his spark mate doing things behind his back, and the suspicion has been proven now. He puts his mask back in place with a click.

The tiny human returns and leads him back into a section of the base that is used just for experiments, there is where Ratchet is. When he enters the room, the Autobot automatically tenses up. He holds up his hands and Ratchet relaxes. Following the small human as she runs over to a large glass tube. It containing what Soundwave can only process as a sparkling.

"This is your sparkling, Soundwave," Ratchet speaks up now. "It isn't yet fully formed and needs to stay in the incubator for some time. It's no more distinguishable than your everyday protoform. It had to be removed, if we had let it reached its maturity in your spark chamber, it would have snuffed out your spark." The medic explains to him. He nods his helm in understand, the human running over to the glass and peering in.

He reaches out one of his feelers, sensors touching against the glass, the closest he can get to his sparkling.

"**Question: where is Knockout?**" he turns to ask the Autobot medic, watching him shrug and grumble under his breath. He turns to search for his spark mate, seeing the little human turn and run after him.

"Looking for Doc Knock?" she asks.

He stops, picking her up once more, holding her in the air.

"**Question: know where Knockout is?"**

"Yess," she rolls her eyes. "He's out racing Bumblebee."

"**Knockout: racing?**"

"Yes. You do know that's his favorite pass time right? Right?"

"**No.**" He is frowning behind his mask, thinking of Knockout racing with the Autobot and maybe even racing with other humans with their vehicles. Just then a screaming sound of tires fills his receptors and he cringes, setting the human back down on the ground as Knockout comes drifting into the base, doing doughnuts in front of him before transforming with ease.

"That was awesome. Dear Primus, that was the most fun I have ever had in eons!" he turns to knock his fist against the Autobot as he transformers.

"**Knockout...**" he speaks up his spark mate's name, watching him turn with wide optics, like he has been just caught doing a naughty thing; which he has.

Knockout stands before him, his hands on his narrow hips and a put on grin on his face. "Hey, 'Wave. You're up and about. How are you feeling?"

"**Destination: sparkling,**" he points back in the direction of the room where his sparkling is being held.

"Soundwave," Knockout approaches him now, medically strict now. "I needed to remove the sparkling forcfully. It was going to kill you otherwise. I couldn't let that happen to you."

"**Necessary sacrifice.**"

"No," Knockout frowns at him, brushing past him and on his way to the back room. He turns and follows, only because he can see his spark mate with their sparkling.

"No Decepticons allowed," Ratchet approaches Knockout, pushing his hand against his chest. "Out. Both of you."

"**Autobots: want my sparkling for themselves,**" he turns to Knockout, his spark mate rolling his optics. He tenses up as he is receiving messages from Megatron right now. Their leader is not happy with the both of them missing. Knockout turning to stare at him blankly. "**Destination: Nemesis.**"

"Oh no you don't. You two are to stay here under Autobot supervision. You are after all, our prisoners," Ratchet frowns at them sternly.

"**Megatron calls. Soundwave goes,**" he is inching his way back, needing to get out. "**Soundwave must return to Megatron.**" He quickly transformers before either medic can grab him and shoots out of the air hangar. Making a straight line for the Nemesis. Coming in on the landing deck and sauntering slowly inside to the main bridge. "Decepticons superior."

"Ah, Soundwave," Megatron turns to grin at him. "Where the glitches have you been?"

"**Capture. Autobots.**"

"The Autobots had you, huh? You know when to with hold information, Soundwave, I'm sure you did just that. They did not damage your circuts, did they?"

"**Soundwave: functioning.**"

"Good. And you will stay that way. Were you able to pin point the exact coordinates of their new base?"

He hesitates, his spark mate is still with the Autobots and the also have his sparkling. So he lies.

"**Yes, Lord Megatron.**"

"Then we shall make good work of leveling it. Man the ship for the coordinates of the Autobot base, immediately."

He slowly moves towards his old work station, picking a spot for the make believe Autobot base. After Megatron leaves, he makes his way to the med bay, slipping through the doors and finding Starscream.

The seeker is in stasis on the examination table, laying on his back, looking almost dead. Beside the table is an incubator, containing the tubes with the seeker's sparklings. He stands there for what seems for a long time before he pulls the plug on the incubator, opening the top and taking the tubes out.

He holds one up, seeing the little seeker protoform inside. He drops the tube to the floor, watching it shatter, the liquid spilling out and pooling in the low spots of the floor. It feels satisfying, so he picks up the other one and does the same thing. Behind his mask he is smiling. This feels good. Those little seeker proforms shall surly die without their required special liquid that replicates what is inside a gestation chamber, and the heat of the incubator.

Turning away from the Starscream now and leaving the med bay, leaving the mess. Returning to the bridge to stand beside his master, Megatron.

Knockout had made an attempt, leaping with his arms out, to capture Soundwave while he was transforming but he was unsuccessful. Landing hard on his chassis and knocking his helm against the floor. He couldn't stop Soundwave as he left to make his return to the Nemesis and Megatron's side. Those two should be spark makes, Soundwave shouldn't have spark bonded with him. He still doesn't understand why he did it in the first place. Was it the attention? Soundwave is all for staying in his shell, why does he crave the attention now?

"Way to go, Decepticon." He pushes himself back and back up on his feet, turning to glare at the Autobot medic. "Now he's going to go and tell Megatron the exact coordinates of our base. You just doomed all of our sparks."

"No, he wouldn't do that," he shakes his head, frowning. "His...our sparkling here. Soundwave would never harm a sparkling, his own or another's. I'm sure he'll come up with a plan around this." He sure hopes he does. With the way he left the base in such a hurry, Knockout is a bit unease about how Soundwave's deception making is going to be.

He turns now, brushing past the Autobot medic to the tube containing the sparkling. It has only been a few human hours, but already the liquid in the container is doing its job. Helping to meld Cybertronian metal and to adhere. The sparkling already maturing, long feelers wrapping around its body.

He feels the little sparkling is taking more after Soundwave than himself. He needs to keep it safe, and keep the Autobots safe.

"We have to move," he turns to Ratchet.

"Did my receptors just hear you correctly? What? Move?" Ratchet grumbles, shocked.

"Yes. Move. Then...I'm sure Megatron is going to have Soundwave destroy your base. Look, we move, I'll call over the commlink...have him target this base, while we are all elsewhere. Win win."

"Ridiculous."

"We have a lot of abled hands to move. Please." He can't believe he is pleading with an Autobot.

Ratchet roles his shoulders before he agrees to the move. Calling in Smokescreen and Bumblebee to slowly begin to break down the lab piece by piece to move to another part of the military base. Knockout helps in the move also, to make things move long faster. It isn't long before they have cleared out the air hangar.

He moves the tube incubator all by himself, to make sure it is not dropped. Moving it safely to the new base. Explaining his plan to Optimus Prime.

"Soundwave...hey, 'Wave, are you listening?" he asks over his commlink, connecting with Soundwave. A bit surprised the line is open.

"**Operation: seek and destroy,**" is what Soundwave answers.

"Hey, Soundwave, look...I need you to...is Megatron having you destroy the Autobot's base?

"**Affirmative.**"

"Alright, I have a plan. You give Megatron the real coordinates, blow up the air hangar."

There is a long pause before Soundwave speaks, his voice sounding a little different, like when Knockout heard him singing. "**Sparkling...**"

"The sparkling is safe, 'Wave. I have the sparkling here with me. It's already maturing. Hey, so do as I said. Give the coordinates to Megatron, destroy the old base. I'll be here waiting for you to return."

Another long pause without Soundwave speaking with him. Something is wrong.

"What did you do, Soundwave."

"**Death to betrayers. Death to...**"

"Soundwave, stop," he frowns, pacing around quickly as he continues to keep his contact with the officer. "Soundwave...focus...destroy the Autobot base at Megatron's request, and then you can come for our sparkling."

"**Knockout: keep sparkling safe.**"

And the link is cut off and he takes a step back in shock. Not knowing what Soundwave has done and what he plans to do. It almost sounding like he's not coming back.

"Did it work?" Ratchet enters the lab and Knockout turns to look at the medic.

"I...I think so. We'll just have to wait and..."

But he is cut off when the ground shakes and jerks them side to side. The steadies the incubator before it can tip over. Racing to the main door and peering out to see the Nemesis. The sound from the blast reverberating in his audio receptors. The Nemesis is hovering over the old base, which has just been hit with one of the strongest guns on the ship. Reduced to cinders and fire. Soundwave having pulled through with the plan, his spark beating quickly in his chassis.

"Soundwave," he whispers into the commlink, but there is no reply

Soundwave let up his finger from the main firing button of the ship. He has just called destruction on the old Autobot base in hope that Megatron won't notice. He should feel feel evil, feel Decepticon about what he just did, but he feels nothing of the kind. His helm ached, his servos clenched and he turned to see why.

Starscream is on the bridge now, walking uneasily on his long legs and heels as he tries to regain his balance from coming out of his long stasis. "What the slag was that noise? Stop the banging! My slaggin' head aches! What in Primus is going on?" his red optics are narrowed in pure annoyance as Soundwave turns to point out the main window at the job well done. The Autobot base reduced to rubble.

"Excellent, Soundwave." He is praised by Megatron. Almost craving missing the appreciation from the war lord, Decepticon leader. "The Autobots have been surly reduced to cinders. Starscream, get down there and search through the rumble. Bring me back anything you find still in one piece. Like Optimus Prime's helm."

"You want me, to go down there?" he hisses in disgust, looking out the window now to the billowing cloud of smoke coming up from the once recent Autobot base. Soundwave knows Starscream is cringing on the inside, for he does not feel like shifting through the smelting rubble. It's not in his programming to do so.

"That's an order, Starscream, and you take it! If you do not go down, I will throw you down!" Megatron threatens his seeker and second in command. There is a whine, followed by the shuffling of Starscream's heels as he turns and makes his way for the flight deck.

Surly he must have discovered the dead sparklings when he slipped off the examination table. Soundwave slips away from his post to investigate. Following Starscream at a safe distance. Watching the seeker stop at the doorway to the med bay and peer in for a moment or two before moving on. He too stops and looks in, the sparklings just as he left them, on the floor. Starscream had made no attempt to touch them. It's a bit of a taboo to touch a dead sparkling.

He continues to stalk the seeker to the flight deck, where Starscream struggles to transform. It takes him some time for all his parts to start working once more and he is off in a heated blast.

"Soundwave?"

He perks up at the sound of his spark mate's whisper coming through his commlink. He stops in his tracks to answer back once he re-gains his servos.

"**Knockout: safe?**"

"Yes, we are all safe. That was a close call."

"**Starscream: checking for remnants of old base, Megatron's orders. Stay hidden.**"

"Will do, Soundwave."

"**Sparkling?**" he asks, dreading.

"Sparkling is safe with me."

He transformers quickly, taking to the sky. Soaring over the old Autobot base and Starscream yards below. Before he quietly swoops down to the coordinates acquired by Knockout of the temporary Autobot base. Landing just outside and slipping into the new base.

"Soundwave!" Knockout happily approaches him, but then freezes, looking past Soundwave. Soundwave turning around slowly to see if there is something behind him that has his spark mate stopped dead in his tracks.

"Soundwave, you lied to me." Megatron stands strongly behind him, his cannon raised for his spark and clearly not in the mood to on the terms of negotiations. The war lord must have been watching him when he slowly stalked Starscream off the ship and took flight also, but not to the same location. "What is the meaning on this, Soundwave?" Megatron hisses, optics burning bright. "Do not tell me you are allaying with the Autobots. Knockout too? Soundwave, you are programmed a Decepticon, this can not be!"

"I...I can explain, my liege," Knockout takes a step towards Megatron and Soundwave watches closely. No matter his loyalty towards the war lord, he will not allow him to lay a servo on Knockout that means any harm.

"Please do, and make haste! Both of you will be severely punished for your actions!"

"**Knockout: spark mate,**" Soundwave moves in front of Knockout out, between Megatron and his spark mate.

"What?" Megatron frowns at him.

"**Soundwave: had sparkling,**" he moves a long fingered hand over his chest plating, over his spark.

"And you are still functioning...," Megatron takes a step back, shaking his head side to side.

"**Autobots saved Soundwave,**" he turns to point at the Autobot medic and Optimus Prime.

"I will only let you off this once, Prime. You're safe for now. But I will be taking back my Decepticons now!" he points a finger at the Autobot leader, a threat. "Soundwave, Knockout, you two are returning with me this astro second!"

"**Bring sparkling with.**"

Megatron glares at him, but does not give a reply as he turns and leaves the base. Soundwave turns to look back at Knockout and the rest of the Autobots.

"**Knockout: bring sparkling,**" he orders his spark mate, who slips away and returns with the glass incubator tube. Soundwave turns to rest a hand against the glass before transforming, with his long feelers, he wraps and grips onto it tightly. Knockout quickly following, transforming into his alt mode and burns out of the Autobot base without even an 'thank you.' Together they head for the Nemesis as it is touching the ground.

They transport the sparkling into the med bay, where Knockout discovers what he did to Starscream's seeker sparklings.

Knockout stops dead in his tracks as he and Soundwave slip into the med bay on the Deceptiocn war ship, to set up the incubator once more for their sparkling. His feet slipping a little in the transfluid that is covering the floor around where Starscream's two deceased seeker sparklings lay, motionless. Sparks snuffed.

Turning around, optics trained on the mech standing in the doorway; Soundwave standing quietly behind him. His face plate is black, there are no images, no hint of emotion. He would guess the mech is not functioning if it weren't for the spark bond still pulsing slightly.

"Soundwave...what...what happened here?" he almost dared not to ask the silent mech, optics wide in horror. It's the quiet ones you have to look out for, that are deadly to say the least.

"**Sparklings: eliminated. Job complete. Excellent job, Soundwave,**" he answers quickly without any hesitation or remorse.

"What job?!"

"**Betrayers: brought to justice. Pay for sins.**" He brings a hand down hard on Knockout's helm, forcing him down towards the floor. While pushing him down, one of his feelers sneaks out and attaches itself to the port in the back of his helm, the base of his spine. Sending out a shocking sound wave throughout his entire frame that cripples him down further on the floor. Then video feed is forced into his head. He is forced to watch himself, grinding and pounding into Starscream as he had him pinned against the wall, fragging him like some wild creature. Then the footage of when Starscream took him and he gave in to the seeker, returning the interfacing.

"Soundwave...that was...Starscream was going through his routine seeker heat and he wasn't taking his medicated energon. He came onto me," he gasps, helm forced down against the floor and the spilt transfluid that is pooled around the dead sparklings, some of it getting into his mouth. He feels he may loose his internal contents at any klick, feeling sick. Soundwave is the master at blackmail and he has all the footage and material he needs to hold Knockout accountable for his Cybertronian spark mate sins. Soundwave keeping him strongly pinned down for being such a spindly mech.

"Have you ever sensed seeker pheromones while they are in their heat cycle? It is irresistible. He came on to me, Soundwave. Why can't you just get that through your processor?"

"**Knockout: will have to pay.**" He feels he is already paying up.

"Alright, alright, what do I have to do? What do I have to pay to make this situation just disappear?" he musters up some strength to push himself up off the floor, still attached, he moves with ease behind Soundwave.

Quickly with his skilled medic hands to open the back of Soundwave's helm. He really needs to get to his main processor, maybe make some slight adjustment to turn down his jealousy and rage towards such actions.

Soundwave's other feeler sneaks out from under his chest plate, slithering back and pushing against his chassis and threatening to scratch his paint, but soon grows weak as he works on his spark mate's core processor; the one plugged into the port in the back of his helm slowly detaches itself and falls away. Inside is quite different from other Cybertronians he had worked on past, but he just rolls with the punches before shutting Soundwave back up. Looking around at his face plate to see a generic smily face.

"Better?" he asks. "Soundwave. There's no need for you to be jealous...I'm your spark mate and Starscream...is a whore. It won't happen again. I swear to Primus and on my spark." He waits now for Soundwave's reply.

"**Accepted.**"

He sighs as he then stoops low to scoop up the dead sparklings, holding them for a silent minute before slipping over to the incinerator, it is a shoot that feeds straight into the core of the ship.

He then works quickly to set up the incubator with their small sparkling inside. Turning around to look at Soundwave once more, beaconing him to come closer. "You do understand, this is what needs our attention now. Attention is what got us to here," he taps a long finger against the glass.

"Soundwave, Knockout, report to the bridge at once!" Megatron's growling voice can be heard throughout the ship.

"Time to get to work," he grins at Soundwave before brushing past him and together they leave the med bay at their lord's command.


End file.
